DLG EXPO(SH:600826) Zheng Quan Zhi Xing·2025-08-04 16:12General Principles - The company establishes an association transaction management system to regulate related transactions and protect the interests of the company and all shareholders [2] - The decision-making process for related transactions involves the shareholders' meeting, board of directors, and executive office according to the company's articles of association and this system [2][3] - The principles of related transactions include openness, fairness, justice, and good faith [2] Definition of Related Parties and Transactions - Related parties include both related legal entities and natural persons [6] - Legal entities are considered related if they directly or indirectly control the company or are controlled by related natural persons [7] - Natural persons are considered related if they hold more than 5% of the company's shares, are directors or senior management, or are closely related family members of such individuals [8] Approval Procedures for Related Transactions - Related transactions exceeding RMB 30 million and 5% of the latest audited net assets must be disclosed and submitted for shareholder approval [12] - Transactions with related legal entities exceeding RMB 300,000 and 0.5% of the latest audited net assets require approval from independent directors and the board [14] - Written agreements must be signed for related transactions, and the content should be clear and specific [16] Disclosure Requirements - Transactions with related legal entities over RMB 300,000 and 0.5% of the latest audited net assets must be disclosed promptly [21] - Transactions with related natural persons over RMB 30,000 must also be disclosed [22] - Disclosure announcements must include transaction pricing policies, the relationship between transaction prices and market values, and the impact of transactions on the company's financial status [24] Daily Related Transactions - Daily related transactions must follow specific disclosure and approval procedures, including annual reporting of actual performance [27] - If the terms of ongoing daily related transactions change significantly, new agreements must be submitted for approval [28] - Agreements exceeding three years must undergo re-evaluation and approval every three years [29]